Lucie v. Kleen-Leen, Inc., 73-1626.
Decision Date | 29 May 1974 |
Docket Number | No. 73-1626.,73-1626. |
Citation | 499 F.2d 220 |
Parties | Harold LUCIE, Plaintiff-Appellant, v. KLEEN-LEEN, INC., Defendant-Appellee. |
Court | U.S. Court of Appeals — Seventh Circuit |
W. Thomas Johnston and Ross E. Morris, Peoria, Ill., for plaintiff-appellant.
Clifford E. Schneider, Peoria Ill., for defendant-appellee.
Before SWYGERT, Chief Judge, and FAIRCHILD and SPRECHER, Circuit Judges.
Plaintiff appeals from a grant of summary judgment in favor of the defendant. The plaintiff contends that the district court erred in construing the August 20, 1962 contract in that the district judge failed to allow extrinsic evidence which would have assisted in ascertaining the intention of the contracting parties. The defendant makes the counter argument that the language of the contract is plain and unambiguous and that the intention of the parties must be discerned solely from the language of the instrument itself without resort to extrinsic evidence. The sole issue before us is the propriety of the district court's grant of summary judgment for the defendant. We are of the view that there exists genuine issues of material fact relative to the interpretation of the August 20, 1962 contract and as such this matter was not an appropriate one for summary judgment.
We cannot accede to the defendant's assertion that no extrinsic evidence reflecting on the parties' intentions should be considered. It is well-established that the test of admissibility of extrinsic evidence to explain the meaning of a written instrument is not whether the instrument appears to be plain and unambiguous, but whether the offered evidence is relevant to prove a meaning to which the language of the instrument is reasonably susceptible. A rule that limits the determination of the meaning of a written contract to its four-corners, merely because the court deems it clear and unambiguous, is a rule that ignores the intentions of the parties or presumes a degree of verbal precision and crystallization presently unattainable by our language.
Words do not have absolute and uniform meanings. The meaning of particular words or groups of words varies with the Corbin, The Interpretation of Words and The Parol Evidence Rule, 50 Cornell L.Q. 161, 187 (1965).
Extrinsic evidence is admissible to establish the intention of the contracting parties.* In addition, it is quite apparent here that the proffered extrinsic evidence presents numerous issues of material fact not properly disposable in a summary judgment motion.
Accordingly, we reverse and remand for trial and apply Circuit Rule 23.
Under the August 20, 1962 agreement, plaintiff agreed to deliver seed stock sows, of a hybrid type known as Lucie swine, and he claims that he performed. The present dispute centers particularly about paragraph 3 of the agreement, providing for payment. Paragraph 3 provides:
1
Pursuant to paragraph 3, plaintiff received the $35,000 cash, common stock valued at $10,000, and $19,800 in $75 payments. Defendant then changed its operations so that there was no further use or sale of Lucie boars, and no further $75 payments were made.
Plaintiff contends that defendant had an unconditional obligation to pay $195,000 for the hogs he furnished, and that paragraph 3 merely established a convenient schedule for liquidation of the $150,000 balance remaining after the initial payment of $45,000. He suggests that paragraph 4, applying a royalty at a...
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...erred by not adverting specifically to Massachusetts caselaw is equally unavailing. In relying upon Lucie v. Kleen-Leen, Inc., 499 F.2d 220, 221 (7th Cir.1974) (per curiam), the Commission seems to have applied an equivalent standard. Lucie stands for the proposition that extrinsic evidence......
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...ignores the parties' intentions or presumes "a degree of verbal precision presently unattainable by our language." Lucie v. Kleen-Leen, Inc., 499 F.2d 220, 221 (7th Cir. 1974). The parol evidence rule excludes extrinsic evidence offered to vary or contradict, rather than to explain and inte......
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...the circumstances in which the contract had been intended to apply the "normal" reading might be nonsense. See Lucie v. Kleen-Leen, Inc., 499 F.2d 220 (7th Cir.1974) (per curiam); Isbrandtsen v. North Branch Corp., 556 A.2d 81, 83-85 (Vt.1988); Farnsworth, supra, at 501. That is what it mea......
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